Energy Prospectus

PLANO, TX -- (Marketwired) -- 09/09/15 -- Torchlight Energy Resources, Inc. (NASDAQ: TRCH) ("Torchlight" or the "Company"), today announced that the Company has entered into a Letter of Intent for a Farm-In Agreement on its Orogrande Project in Hudspeth County, TX. With the signing, Torchlight has received an earnest money deposit in the amount of $100,000. Under the Farm-In, Torchlight's new partner would be required to spend $50 million over the next couple of years to earn a 50% Working Interest in the project. Torchlight will be reimbursed for its capex to date of approximately $5 million and will be carried through the first $45 million spent on the project at which time the two companies would participate on future development on an equal cost or "heads up" basis. The letter of intent is subject to the execution of a definitive agreement which is expected to be finalized before the end of September at which time the exact terms will be announced.

"We are very excited to achieve this milestone for Torchlight and the development of our potentially most significant asset," stated John Brda, CEO of Torchlight. "After working through discussions with many qualified and interested parties we have selected a group that brings extensive experience and financial resources to our efforts in the Orogrande Basin. This group is an oil and gas specific subsidiary of a larger public company whose management has a deep understanding of the project and development needs including over 30 years of E&P experience and a relationship with our consulting geologist Rich Masterson. The partnership approach is appealing to us as we maintain involvement in every aspect of this undertaking. Most importantly, we incur zero development expenses during the initial phase of the project and expect cash flow to be generated from new wells as they are brought into production. This partnership represents further transition of our company toward our core focus on the Orogrande Project."

About Torchlight Energy
Torchlight Energy Resources, Inc. (NASDAQ: TRCH), based in Plano, Texas, is a high growth oil and gas Exploration and Production (E&P) company with a primary focus on acquisition and development of highly profitable domestic oil fields. The Company currently holds interests in Texas, Kansas and Oklahoma where their targets are established plays such as the Wolf Penn, Eagle Ford Shale, Mississippi Limestone and Hunton Limestone trends. For additional information on the Company, please visit www.torchlightenergy.com.

So who is the company that signed the LOI? Big move in the stock yesterday so I suspected there would be some news soon.

Large-caps often do not allow their names to be used in press releases. I have asked Torchlight who the partner is.

I just talked to Torchlight. As I thought, they cannot release the name of their partner, but here is what I was told.

> The partner is a well known large-cap E&P that trades on the NYSE. It has a market cap of $11.5 billion. [XEC and CXO are in that range.]
> TRCH gets $5 million at closing, which should happen this month. All terms of the agreement have been finalized.
> Partner did a full blown technical review. They are working with Halliburton today on how to complete the well drilled by TRCH and on drilling locations for the initial vertical wells.
> The first three or four wells drilled by Partner will be vertical wells to gather more information that is needed for full field development.
> First new well should spud early in 2016 (because this projects will go into their 2016 budget).
> Partner must drill a new well every 90 days after rig release from the previous well
> Partner must drill at least one horizontal well during the "earning phase" of the agreement, but will probably drill more.
> Partner only earns 50% of each well spacing unit until the full $50 million is spent.
> Partner has full control over the project and they cover all costs during the "earning phase"
> After the $50 is spent during the "Earning Phase", TRCH and Partner are 50/50 working interest partners.
> There are at least two major oil pipelines that run through or near the acreage, so getting oil to market is not an issue.

TRCH is still planning on selling what they have in Oklahoma. Their goal is to be debt free by year-end.